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HomeMy WebLinkAbout85-227 - ADMIN Resolution - City Council - 1985/12/16Resolution No. 85-227 A RESOLUTION OF THE CITY OF ST. LOUIS PARK, HENNEPIN COUNTY, MINNESOTA, AUTHORIZING THE ISSUANCE OF $8,000,000 AGGREGATE PRINCIPAL AMOUNT CITY OF ST. LOUIS PARK, MINNESOTA, MULTIFAMILY HOUSING REVENUE BONDS (BRIARWOOD WEST PROJECT) SERIES 1985, AND APPROVING THE FORM THEREOF AND AUTHORIZING THE EXECUTION OF NECESSARY DOCUMENTS RELATING THERETO. BE IT RESOLVED by the City Council of the City of St. Louis Park (the Issuer), as follows: section 1. Findings. It is hereby found and declared that: M 1.1) The Issuer is authorized, under Minnesota Statutes, Chapter 462C (the Act) to develop and administer multifamily housing programs, pursuant to a housing plan, which programs may be financed by the issuance of the housing revenue bonds of the Issuer. 1.2) The Issuer has adopted a Housing Plan (the Plan) after a public hearing thereon and review and comment by the Metropolitan Council, pursuant to and in conformity with the provisions of the Act. 1.3) The Issuer has prepared and approved a housing program (the Program) under the Act to finance the acquisition of land for, and the construction and equipping of, a 186 -unit multifamily rental housing development, located at 9935 Betty Crocker Drive, in the City of St. Louis Park (the Project), by Briarwood West Partnership, a Minnesota general partnership (the Developer); and this Council and the Minnesota Housing Finance Agency (MHFA) have approved the Program as required by the Act. 1.4) This Council hereby finds, determines, and declares that the Project has been designed to be affordable by persons and families with adjusted gross incomes not in excess of one hundred ten percent (110%) of the median family income as most recently estimated by the United States Department of Housing and -Urban Development for the Minneapolis -St. Paul Standard Metropolitan Statistical Area and that at least twenty percent (20%) of the dwelling units in the Project will be held for occupancy by families and individuals with adjusted gross incomes not in excess of eighty percent (80%) of the median family income as most recently estimated by the United States Department of Housing and Urban Development for the Minneapolis -St. Paul Standard Metropolitan Statistical Area. 1.5) At its meeting held August 6, 1984, the Issuer conducted a public hearing regarding the proposed adoption of the Program as required by the Act and regarding the proposed 2. issuance of revenue bonds to finance the proposed development as required by Section 103(k) of the Internal Revenue Code (the Code) after publication of a notice of such public hearing pursuant to the requirements of the Act and the Code. Because more than one year elapsed since the public hearing was conducted under the provisions of Section 103(k) of the Code, a second public hearing regarding the proposed issuance of revenue bonds to finance the proposed development has been conducted at this meeting of the Council prior to the adoption t of this resolution, after publication of a notice of such public hearing pursuant to the provisions of the Code. At such public hearings, members of the public were provided an opportunity to express their views with respect to the Program and the financing of the Project with the proceeds of the ;V Bonds. 1.6) By Resolution No. 84-117, duly adopted on August 6, 1984 this Council approved and adopted the Program, gave preliminary approval to the issuance of revenue bonds under the Act (the Bonds) to finance the Project, authorized the submission of the Program to MHFA pursuant to the Act, and authorized the preparation of appropriate documents. 1.7) The Issuer has submitted the Program to MHFA, which, has approved the Program, all pursuant to the Act. 1.8) The Issuer has determined, on the basis of information provided to it, that: (1) the Project will Y increase the supply of decent, safe, and sanitary residential' dwellings available in the City of St. Louis Park, Minnesota, 1' at rentals which persons and families of low and moderate income can afford; (2) financing of the Project pursuant to the Program will be in furtherance of the housing policies of the Issuer; (3) the adoption and carrying out of the Program will a=V further the Issuer's policies of encouraging well-planned urban Y growth and development, including the elimination and ,,. prevention of potential urban blight. All of the foregoing r constitute valid public purposes for the issuance of revenue bonds under the Act. r�rr 1.9) It is proposed that: h (01) The Issuer and the Trustee enter into the Indenture to provide, among other things, for the issuance of the Bonds by the Issuer; (02) The Issuer and the Developer enter into a Loan Agreement (the Loan Agreement), under which (i) the proceeds of the sale of revenue bonds will be loaned (the Loan) to the Developer to pay a portion of the costs of acquiring land for and constructing and equipping the ' ' Project; and (ii) the Developer is to pay to the Issuer sufficient moneys to pay the principal of, premium, if any, and interest on the Bonds when due;x 3. ;=�� (03) The Bank, the Developer, the Trustee, and Title Services, Inc. (Title), enter into a Disbursing Agreement (the Disbursing Agreement), under the terms of which Title will disburse Loan funds advanced to it by the Trustee; (04) In order to secure the performance of the Developer's obligations under the Loan Agreement, the Developer enter into a Mortgage, Security Agreement, Assignment of Leases and Rents, and Fixture Financing Statement (the Trustee Mortgage) granting the Trustee and the Bank a mortgage and security interest in the Project. Under the Trustee Mortgage, the Developer, at its own cost, is, among other duties, to keep the Project in good repair, keep the Project properly insured and pay real estate taxes assessed against the Project; (05) As additional security, the Bank issue an irrevocable direct pay letter of credit, to be dated the date of issuance of the Bonds (the Letter of Credit), in favor of the Trustee. Draws are made by the Trustee under the Letter of Credit to effect payment of principal and interest when due and to pay principal upon redemption or acceleration; (06) The obligations of the Bank under the letter of credit are to be secured by a pledge of collateral securities owned by the Bank under a Collateral Agreement between the Bank and the Trustee (the Collateral Agreement). (07) The Developer will agree to reimburse the Bank for draws made under the Letter of Credit pursuant to a Reimbursement Agreement between the Bank and the Developer (the Reimbursement Agreement); (08) In order to secure the Developer's obligations under the Reimbursement Agreement, the Developer shall enter into a Mortgage, Security_Agreement, Assignment of Leases and Rents, and Fixture Financing Statement (the Bank Mortgage) in which it grants to the Bank a mortgage and security interest in the Project, subordinate to the Trustee Mortgage; (09) The Developer, the Issuer, and the Trustee enter into a Regulatory Agreement (the Regulatory Agreement), wherein the Developer covenants that it will comply with all requirements of Section 103(b)(4)(A) of the Code, and with all requirements of the Act; (10) The Issuer has received an offer, pursuant to a Bond Purchase Agreement (the Bond Agreement), from Miller & Schroeder Financial, Inc. (the Underwriter), for the purchase of the Bonds; 4. 0 ' (11) Information relating to the Issuer, the Developer, the Project, Bonds, and the other documents described herein, is to be set forth in an Official Statement (the Official Statement), to be furnished to prospective purchasers of the Bonds by the Underwriter. ' 1.10) There have been prepared and presented to this Council forms of the following documents (the Documents) all of which are now placed on file in the office of the City Clerk: (01) The Indenture; (02) The Loan Agreement; (03) The Regulatory Agreement;'` ' ( 04 ) The Disbursing Agreement; �r (05) The Trustee Mortgage; ( 06 ) The Bank Mortgage; 5. ( 07 ) The Letter of Credit; (08) The Collateral Agreement; to (09) The Reimbursement Agreement; (10) The Bond Purchase Agreement; and (11) The Official Statement. 1.11) The financing of the Project, the issuance and sale of the Bonds in the aggregate principal amount of Eight Million Dollars ($8,000,000), the execution and delivery of the Indenture, the Loan Agreement, the Regulatory Agreement, and the Bond Purchase Agreement (collectively "the Bond Documents"), and the performance of all of the covenants and "r agreements of the Issuer contained in the Bond Documents, and all other acts and things required under the Constitution and laws of the State of Minnesota to make the Bond Documents and4 Ta' • the Bonds valid and binding obligations enforceable in . accordance with their terms, are authorized by the Act. =W 1.12) It is desirable that the Bonds be issued by the Issuer under the terms stated in this Resolution and the Indenture, under the provisions of which the Issuer's interest in the Loan Agreement and the payments thereunder will be pledged to the Trustee as security for the payment of the principal of, premium, if any, and interest on the Bonds. 1.13) No litigation is pending or, to the best knowledge of ; the members of this Council, threatened against the Issuer questioning the organization or boundaries of the Issuer or the 5. ;L L right of any officer of the Issuer to hold his or her office,1 or in any manner questioning the right and power of the Issuer IPto execute and deliver the Bonds, or otherwise questioning the validity of the proposed Bond Documents, or questioning the appropriation of revenues of the Project for the payment of the Bonds or the right of the Issuer to lend the proceeds of the Bonds to the Developer. ' 1.14) All acts and things required under the Constitution and the laws of the State of Minnesota to make the Bond Documents and the Bonds the valid and binding obligations of -, the Issuer in accordance with their terms will have been done upon adoption of this Resolution and the execution and delivery of the Bond Documents and the Bonds., Section 2. Authorization for Issuance and Sale of Bonds and Execution of Documents. r .y,1 rp 2.1) Approval of Project - The approval given the Project by Resolution No. 84-117 is hereby ratified and confirmed. 2.2) Authorization and Execution of Documents - The forms of the Documents are approved, with such variations, insertions, and additions as are deemed appropriate by the`-fc" parties thereto and approved by the City Attorney. The Mayor and the City Manager are hereby authorized and directed to execute, attest, and deliver the Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase Agreement. All of the provisions of the Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase Agreement, when executed and delivered as authorized herein, shall be deemed to be a part of this Resolution as fully and to the same extent as if incorporated verbatim herein and shall be in full force and effect from the date of execution and delivery thereof. The Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase Agreement shall be substantially in the forms on file in the office of the City Clerk but with such ;{ variations, omissions, and insertions as may be approved by thele, officers executing the same, which approval shall be conclusively evidenced by such execution. .2.3) Authorization for Issuance and Sale of Bonds - For the purpose of financing the cost of the acquisition of the land for, and the construction and equipping of, the Project, there is hereby authorized the issuance of the Eight Million a� ' Dollars ($8,000,000) aggregate principal amount City of St. Louis Park, Minnesota Multifamily Housing Revenue Bonds (Briarwood West Project) Series 1985. The Bonds shall be issued in fully registered form, shall be in such denominations, shall bear interest, shall be numbered, shall be dated, shall mature, shall be in such form, and shall have such other details and provisions as are prescribed by the ' Indenture. 6. ; • 2.4) Special Obligations - The Bonds shall be special limited obligations of the Issuer, payable solely from the revenues derived from the Loan Agreement and the Letter of Credit or other collateral, except to the extent payable from the proceeds of the Bonds, or the proceeds of any insurance or condemnation awards. The Bonds do not constitute a debt of the Issuer, nor does the Issuer pledge its full faith and credit to the payment of the Bonds. The Bonds shall not constitute an indebtedness of the State of Minnesota, the County of Hennepin, or the Issuer within the meaning of any constitutional or statutory provisions whatsoever, nor shall the Bonds constitute or give rise to a pecuniary liability or be a charge against the general credit or taxing power of the State of Minnesota, the County of Hennepin, or the Issuer. n 2.5) Execution of Bonds - The Bonds shall be executed by the manual or facsimile signatures of the Mayor and the City Manager and the official seal of the Issuer, or a facsimile thereof, shall be imprinted thereon, all as provided in the Indenture. The Trustee is hereby appointed authenticating agent pursuant to Minnesota Statutes, Section 475.55, Subd. 1. All Bonds shall contain an authentication certificate, to be executed by the Trustee. 2.6) Absence of Officers - In the absence of the Mayor or the City Manager, any of the Bonds and any of the other documents authorized by this resolution to be executed and delivered, may be executed and delivered by the Acting Mayor or the Acting City Manager, or, any other member of the City Council in place of the Mayor or City Manager, or such other officers of the Issuer as, in the opinion of the City Attorney, have authority to execute and deliver such documents, 2.7) Official Statement - The Issuer hereby approves the use of the Official Statement in connection with the sale of the Bonds; however, the Issuer makes no representations with respect to, and assumes no responsibility for, the contents of said Official Statement. 2.8) Trustee - The designation of First Trust Company, Inc., in St. Paul, Minnesota, as Trustee for the Bonds is hereby approved. 2.9) Amendment Authorization - It is intended that a rating with respect to the Bonds be obtained from a rating agency, but that the Bonds may be issued and the Documents executed and delivered before the rating is obtained. In the event that the rating agency requests any amendment of the Bonds or any of the Documents as a condition to providing the rating, the officers of the Issuer authorized to execute the Bdnds and the Documents by this Resolution shall also have ; authority to execute any amendments to the Bonds or the Documents deemed necessary or advisable in order to obtain the 1= rating. 7. • Section 3. Miscellaneous. 3.1) Invalidity - In case any one or more of the provisions of this Resolution, the Loan Agreement, the Indenture, the Regulatory Agreement, the Bond Purchase.;` Agreement, or any of the Bonds issued hereunder shall for any reason be held to be illegal or invalid, such illegality or invalidity shall not affect any other provision of this Resolution, the Loan Agreement, the Indenture, the Regulatory Agreement, the Bond Purchase Agreement, or the Bonds, but this Resolution, the Indenture, the Loan Agreement, the Regulatory Agreement, the Bond Purchase Agreement, and the Bonds shall be construed and enforced as if such illegal or invalid provision had not been contained therein. ; 3.2) Regularity of Issuance - The Bonds shall contain a recital that the Bonds are being issued pursuant to the Act,' and such recital shall be conclusive evidence of the validity of the Bonds and the regularity of the issuance thereof, and that all acts, conditions, and things required by the Constitution and the laws of the State of Minnesota relating to the adoption of this Resolution, to the issuance of the Bonds and to the execution of the Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase Agreement to happen, to exist, and to be performed precedent to and in the enactment of this Resolution and precedent to the issuance of the Bonds and precedent to the execution of the Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase Agreement have happened, do exist, and have been performed as so required by law. 3.3) Performance - The officers of the Issuer, attorneys, and other agents or employees of the Issuer are hereby .' authorized to do all acts and things required of them by or in connection with this Resolution, the Bonds, the Loan Agreement, the Indenture, the Regulatory Agreement, and the Bond Purchase r' Agreement for the full, punctual, and complete performance of all the terms, covenants, and agreements contained therein. 3.4) Certifications - The Mayor, City Manager, City Clerk, and other officers of the Issuer are hereby authorized and r� directed to prepare and furnish to Larkin, Hoffman, Daly & Lindgren, Ltd., bond counsel, the Developer, the Trustee, the '- Bank, the Underwriter, and to counsel for such parties,' certified copies of all proceedings and records of the Issuer relating to the Project and the Bonds, and such other affidavits and certificates as may be required to show the facts appearing from the books and records in the officers' custody and control or as otherwise known to them; and all such certified copies, certificates and affidavits, including any hetetofore furnished, shall constitute representations of the Issuer as tp the truth of all statements contained therein. a. . 8. I • I • r • 3.5) Execution Date of Resolution - This Resolution shall be in full force and effect from and after its passage. '4n Adopted by the City Counc'1 on December 16, 1985. I Ma or i Attest: �I 4 C Y Cle Vk I ' Reviewed for administration: Approved as to form and legality: C ty Attorney ty Manager I h' ' 1 I ; I I - i - I ffla' , 9.